Bylaws

as last amended by the Statutory Congress at Tampere in August 2005

I — NAME, REGISTERED OFFICE, DURATION AND PURPOSES

Article 1 — The "FÉDÉRATION INTERNA-TIONALE DES TRADUCTEURS" (FIT), an international non-profit organisation, formed under and registered in accordance with the Laws of France, is a federation of associations of translators. Commercial agencies and organisations of commercial agencies are not eligible for membership.

The word "translator" is used herein in its wider meaning and includes persons who practise translation in all its forms, written or spoken, including those specialising in one of the elements of the translation process or in research and education.

Article 2 — The Federation is established for an indefinite period of time.

Its statutory seat is in Paris.

Its Secretariat shall elect domicile at the office of the Secretary General or in any other place determined by the Council.

Article 3 — The purposes of FIT shall be solely professional, cultural and scientific. FIT shall be non-political and shall not have any religious affiliation.

Article 4 — The principal objectives of FIT shall be:

(a) to bring together associations of translators and to promote interaction and co-operation between such associations;

(b) to sponsor and facilitate the formation of such associations in countries where they do not already exist;

(c) to establish links with other organisations devoted to translation or other aspects of interlingual and intercultural communication;

(d) to develop among all member organisations such harmony and understanding as will promote the interests of translators, and lend its good offices, whenever desirable or necessary, in resolving any differences that may arise between the various organisations;

(e) to provide member organisations with such information and advice as may be useful to them;

(f) to promote training and research;

(g) to promote the harmonisation of professional standards;

(h) and, generally, to uphold the moral and ma-terial interests of translators throughout the world, advocate and advance the recognition of their profession, enhance their status in society and further the knowledge and appreciation of translation as a science and an Art.

Article 5 — FIT shall also represent professional translators at the international level, particularly vis-à-vis international governmental and non-governmental organisations and public opinion, ensure representation at meetings that may concern translators and translation at any international level, prepare and issue publications, and organise or arrange for the organisation of meetings at which all matters concerning translators and translating may be discussed.

Article 6 — More generally, FIT shall take an active interest itself in developing the theory and practice of translation in all its forms, seek to promote such interest in all appropriate quarters, and do and perform all acts and things likely to assist in the spreading of culture throughout the world.

II — MEMBERSHIP

CATEGORIES OF MEMBERSHIP

Article 7 — FIT shall have the following categories of members: regular members, associate members, observers members and sponsor members.

ADMISSION TO MEMBERSHIP

Article 8 — Any representative professional association of translators with purposes in accordance with those of FIT may be admitted as a regular member.

Article 9 — An organisation interested in the activities and in the furtherance of the purposes of FIT may be admitted as an associate member.

Article 10 — Any representative professional association of translators or organisation interested in the purposes of FIT may become an observer member.

Article 11 — Applications for regular or associate membership shall be submitted to the Council which, after review, may grant the status of Candidate Member in the category applied for.

Article 12 - Applications for observer membership shall be submitted to the Council, which, after review, may grant the status of observer member for a three year period. This period may be extended by the Council at its discretion for another three years.

Article 13 — Any applicant contemplated in article 11 whose application has been rejected by the Council may present its case to the next Congress. The Congress may admit such applicant by a 3/5 majority.

Article 14 — Candidate members shall enjoy the same rights, with the exception of the right to vote, and be subject to the same duties as full members in their category. They shall obtain full membership status at the next Congress unless the Congress decides by a 3/5 majority to refuse the candidate member definitive admission. If so, the applicant shall lose candidate member status but shall be allowed to file a new application.

Article 15

a) An individual or organisation interested in the purposes of FIT and wishing to provide support to the Federation may be admitted as a sponsor member.

b) Sponsor members shall be admitted by the Executive Committee, subject to approval by the Council. If, for any reason, Council should refuse to approve final admission as a sponsor member, dues received from the would-be sponsor shall be refunded.

Article 16 — The capacity of honorary advisor is granted to individuals who have contributed in a special way to promoting the aims of the Federation. Council puts forward the nominations that Congress approves with a majority. The capacity of honorary advisor is granted for life. The honorary advisor may attend any meeting of the Executive Committee, of the Council and any session of the Statutory Congress as an observer, where observers are invited, or by specific invitation of the President of FIT. FIT will not defray the expenses incurred by the honorary advisors.

TERMINATION OF MEMBERSHIP

Article 17 — Any member may withdraw from FIT at the end of any calendar year by written notification of withdrawal, addressed to the FIT Council c/o the Secretary General not less than six months prior to the end of the calendar year.

Article 18 — Termination of membership shall be recorded by the Council when a member has ceased to exist.

Article 19 — The Council may suspend a regular, associate or observer member that has failed to pay its dues for more than one year. Such decision shall require a simple majority of all Council members.

Article 20 — The membership of a regular, associate or observer member may be terminated by decision of the Statutory Congress if the purposes or activities of the member concerned have become incompatible with the purposes of FIT. The Congress may also terminate the membership of a regular, associate or observer member who, having been suspended by the Council under the preceding article at least one year earlier, has failed to pay its dues as required. A decision to terminate membership shall require a 3/5 majority.

Article 21 — The Council may decide to terminate the membership of a sponsor member. Any dues received for the year in which such a decision is made shall be refunded.

III — GOVERNING BODIES

THE CONGRESS

Article 22 — The supreme governing body of FIT shall be the Congress.

Article 23 — The Congress shall be composed of delegates from regular members. Associate, observer, and sponsor members may be represented by observers.

Article 24 — The Congress shall meet every three years at a place and approximate date determined by the preceding Congress. The exact date and venue and the proposed agenda of each Congress shall be determined by the Council in accordance with the provisions of the Rules of Procedure.

Article 25 — The Congress shall receive the report of the outgoing Council, decide on general policy and activities of FIT, fix dues and assessments, appoint the auditors and hold the elections within its competence.

Article 26 — If, for reasons of force majeure, the Congress cannot take place at the chosen venue at the chosen date, the Council may postpone it for up to one year.

Article 27 — Attendance by, or representation by proxy of, at least one-third of regular members in good standing shall constitute a quorum.

Representation by proxy shall be by another regular member in good standing with a proxy or by a Council member, other than the Treasurer, or the Secretary General, with a proxy. A regular member or a Council member may not represent more than two regular members by proxy.

Article 28 — Should the quorum not be reached, the Council shall call an extraordinary Congress that can make valid decisions regardless of the number of regular members present or represented. This extraordinary Congress shall take place within 6 months of the Congress where the quorum was not attained.

Article 29 — The right to vote shall be limited to regular members. Associate members and observers shall have the right to speak but not the right to vote.

Article 30 — A regular member shall have one (1) vote.

THE COUNCIL

Article 31 — During the interval between meetings of the Congress, the Council shall be the governing body of FIT. The Council shall meet at least once a year.

Article 32 — The Council shall be elected directly by the Congress and shall remain in office until the next following Congress, to which it shall be answerable, shall report on its past conduct of affairs, and make recommendations for its future activities.

Article 33 — The Council shall be composed of 17 persons who are individual members of any regular member of FIT in good standing at the time of the election.

(a) No association may nominate more than two of its members for Council.

(b) Fourteen councillors shall be elected by a plurality of votes cast by regular members in good standing at the time of the Congress from among the candidates nominated by or with the express written consent of these associations.

(c) Three more councillors shall be co-opted by secret ballot of the newly elected councillors, at their first meeting, specifically to ensure that the full Council (elected plus co-opted members) will so far as possible include representation of the major geographical regions, languages and communication specialities.

Article 34 — The term of office of a councillor shall expire:

(a) upon death;

(b) upon resignation;

(d) upon termination of membership in FIT of the member association by which he or she had been nominated;

(e) upon a request for his or her withdrawal made by the member association by which he or she had been nominated;

(f) by exclusion should there be serious misconduct, on Council’s decision taken by 2/3 majority of members;

(g) upon completion of three full consecutive terms; this shall not preclude the possible re-election of the said councillor after an additional period of three years has elapsed.

Article 35 — Seats on the Council falling vacant more than one year prior to the next Congress shall be temporarily filled by co-option. Seats on the Council falling vacant within one year of the next Congress shall not be filled.

THE EXECUTIVE COMMITTEE

Article 36 — The Council shall elect from its members an Executive Committee composed of a President, three Vice-Presidents, a Treasurer, a Secretary General and, if necessary, one or more other members, all of whom shall serve without remuneration. Under normal circumstances, an office bearer shall hold no more than one office. With the consent of the Council, the Executive Committee may establish a permanent Secretariat of FIT and hire salaried staff.

Article 37 — The Executive Committee shall be elected for the same term of office as the Council. Under normal circumstances, the Executive Committee shall meet at least three times a year.

Article 38 — It shall submit a report of its activities to every meeting of the Council and shall be answerable to it.

IV — FINANCE

MANAGEMENT OF FUNDS

Article 39 — The financial resources of FIT shall be derived primarily from the dues and contributions received from member organisations.

Article 40 — The Treasurer shall be responsible for the proper administration of all available resources and their appropriations. The Treasurer shall keep the Executive Committee informed of the financial position of FIT and submit accounts. Moreover, the Treasurer shall prepare a financial statement for and on behalf of the Executive Committee for each meeting of the Council.

Article 41 — At the latest on 30^th April each year, the Treasurer, on behalf of the Council, shall submit a financial statement covering the calendar year ended to all member organisations. The financial statements included in this report shall be accompanied by a review engagement report drawn up by an accounting professional.

Article 42 — The Treasurer, on behalf of the Council, shall submit at the latest by 31 December of each year to all member organisations a budget estimate covering the next financial period.

DUES

Article 43 — Each Member Organisation shall pay such annual dues as shall be fixed by the Congress upon motion by the Council.

Article 44 — Any regular member that has failed to pay its annual dues up to and including the current year shall not have the right to vote at Congress.

V — PROCEDURES

LEGAL REPRESENTATION

Article 45 — FIT shall be legally represented either by the President and Secretary General of FIT together or by one of them acting jointly with one of the vice-presidents appointed for this by the Executive Committee at its first meeting.

RULES OF PROCEDURE

Article 46 — The Rules of Procedure, as adopted and, as the case may be, amended by a majority vote of the Congress, shall determine the working procedures of FIT, its organs and its Committees, as well as the rights and duties of its members.

ADOPTION AND AMENDMENTS OF THE BY-LAWS

Article 47 — The By-laws shall be adopted by a two-thirds majority at any Congress where the quorum set by Article 27 has been assembled, and any amendments thereof must be adopted by the same majority.

Article 48 — Notice of any amendment proposed by a regular member, the Executive Committee or the Council must be sent by the Executive Committee to all member organisations at least two months prior to the meeting of the Congress by which time such an amendment will have to be considered, unless the Congress decides, by a two-thirds majority of all the regular members present or represented, to admit the proposed amendment to the vote.

Article 49 — In special cases the Council may, however, decide to submit any proposal for amendment of the By-laws to a postal vote. Unless it is based on a decision previously adopted by a majority of all voting members, in order to be adopted, such a written proposal must be approved by a two-thirds majority of such members. A postal vote of this kind may not be held in the twelve months preceding the Congress.

VI — DISSOLUTION

Article 50 — The quorum for a Congress specially convened to decide on the dissolution of FIT or for an ordinary meeting of the Congress called upon to discuss such dissolution shall be one-half of the regular members plus one. Dissolution may be resolved only by a two-thirds majority of regular members present.

Article 51 — If a quorum is not attained at the first meeting, a new meeting of the Congress, called at least two months in advance, shall be held not later than six months after the Congress where a quorum was not attained. At this second meeting, the decision may be made by simple majority.

Article 52 — In the event of dissolution, the Congress shall appoint liquidators to wind up the Federation.

The Congress shall dispose of the net assets in whatever way it may deem best, subject only to compliance with the Laws of France.

VII — COMING INTO FORCE

Article 53 — Amendments to the By-laws shall come into force immediately upon their adoption. In case of amendments adopted by postal vote, these shall become binding three months after the date when Member Organisations were notified of the outcome of the written consultation.